“Dear Mr Fortune,
I am an avid reader of your “Letters to a Lawyer” column and found last week’s edition highly informative.
My spouse and I recently signed a written agreement to purchase a parcel of land from a lady who had known our family for many years. She was very kind to us and agreed to sell the property for a price that she considered fair. We accepted her price and signed a contract to purchase the land.
Unfortunately, before we were able to complete everything, she passed away.
Since her passing, some of her brothers claim the land was sold too cheaply and will not allow the sale to proceed. Some of her children also no longer wish to honour the agreement. My spouse and I are devastated.
Can the family simply refuse to complete the sale because the owner died? I would hate to think that we have lost the property because of her death. Is there anything we can do?”
Response
The short answer is that the death of a seller does not automatically terminate a valid contract for the sale of land.
Many people assume that if a property owner dies before signing the deed, the sale is void and the family may decide whether to proceed. In general, this is not the law.
Once a valid and enforceable contract for the sale of land exists, both purchaser and vendor are bound by its terms. The death of either party does not usually terminate the agreement. Instead, the contract’s rights and obligations pass to the deceased’s estate and are carried out by the executor if there is a Will, or by the administrator if there is not.
This is because equity treats the purchaser as the beneficial owner of the property from the date of a specifically enforceable contract, while the vendor holds the legal estate subject to the purchaser’s equitable interest and becomes entitled to the purchase money. This is known as the doctrine of equitable conversion. Although legal ownership does not pass until completion, equity considers the transaction effective once a specifically enforceable contract is in place.
In practical terms, the property forms part of the estate only for the purpose of completing the sale; the beneficiaries are generally entitled to the purchase money rather than the land itself.
Accordingly, the personal views of family members are generally irrelevant. Relatives who believe the property was sold too cheaply, or who would have preferred to keep it, cannot ordinarily prevent the estate from performing a valid contract entered into by the deceased. The estate is generally bound to perform the contract through its personal representative.
If the executor or administrator refuses to complete the sale, you and your spouse may apply to the Court for an order of specific performance. This remedy allows the Court to direct the estate to complete the sale according to the contract.
However, not every agreement is enforceable. The estate may challenge the contract if, for example, it was procured by fraud or undue influence, the deceased lacked mental capacity, the contract did not meet legal formalities, or another valid legal basis exists.
You should promptly have the agreement reviewed by an Attorney-at-Law. If the contract is valid and enforceable, your attorney will likely contact the estate’s personal representative to request completion. If completion is refused, Court proceedings for specific performance or other relief may be necessary.
This issue also serves as an important reminder for property owners. Once you sign a binding contract to sell your property, your estate will generally be required to honour that agreement if you die before completion. A change of heart by surviving relatives does not usually undo a contract the law considers complete.
Closing Note
This column provides general information only. It does not constitute legal advice, and it should not be relied upon as a substitute for advice tailored to a particular situation. Persons facing disputes concerning estate property are encouraged to seek independent legal advice.
About the Columnist
Mr. Kenneth D. Fortune is an Attorney-at-Law practising in the state of Grenada and the Republic of Trinidad and Tobago. This column is intended as a public legal education resource. Questions for this column may be submitted via WhatsApp at
1-473-404-2900.
